Processa shifts key R&D officer to part-time role

Processa Pharmaceuticals is changing the role of Dr. Sian Bigora as she moves toward retirement.

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Form Type

8-K

Rhea-AI Filing Summary

Processa Pharmaceuticals is changing the role of Dr. Sian Bigora as she moves toward retirement. Effective May 1, 2026, she will shift from a full-time executive officer position to a part-time employee role but will retain her title of Chief Development and Regulatory Officer.

After this change, she will no longer be treated as an “executive officer” under Section 16 of the Exchange Act, yet she will continue providing services in a reduced capacity. Her current employment agreement will end and be replaced with a new part-time arrangement, while she keeps previously granted equity awards and remains eligible for any prior bonus awards under their original terms.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Terms

executive officer, Section 16 of the Securities Exchange Act of 1934, equity awards, emerging growth company

4 terms

executive officer financial

"she will no longer be designated as an “executive officer” for purposes of Section 16"

Section 16 of the Securities Exchange Act of 1934 regulatory

"for purposes of Section 16 of the Securities Exchange Act of 1934, as amended"

A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.

equity awards financial

"Dr. Bigora will continue to be entitled to any equity awards previously granted to her"

Equity awards are payments to employees or directors made in the form of company stock or rights to buy stock later, serving as a way to share ownership rather than cash. For investors, they matter because they align staff incentives with company performance, can increase the number of shares outstanding over time (which can reduce each share’s claim on profits), and create compensation costs that affect reported earnings.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Processa Pharmaceuticals (PCSA) announce about Dr. Sian Bigora?

Processa Pharmaceuticals announced a planned transition for Dr. Sian Bigora as she moves toward retirement. Effective May 1, 2026, she will move from a full-time executive officer role to a part-time employee position while keeping her Chief Development and Regulatory Officer title.

Will Dr. Sian Bigora remain an executive officer at Processa Pharmaceuticals (PCSA)?

No. Effective May 1, 2026, Dr. Sian Bigora will no longer be designated an “executive officer” for Section 16 of the Exchange Act. She will continue working for Processa as a part-time employee but outside the executive officer group defined for reporting purposes.

How does the employment agreement of Dr. Sian Bigora change at Processa (PCSA)?

Dr. Sian Bigora’s existing full-time employment agreement will terminate on May 1, 2026. It will be replaced by a new part-time employment arrangement that reflects her reduced schedule while she continues serving as Chief Development and Regulatory Officer for Processa Pharmaceuticals.

What happens to Dr. Sian Bigora’s equity awards at Processa Pharmaceuticals (PCSA)?

Dr. Sian Bigora will keep all equity awards previously granted to her, subject to the existing plan and award terms. The transition to part-time status does not cancel these awards, and she remains eligible to receive any previously awarded bonus compensation under its original conditions.

Does Dr. Sian Bigora’s transition at Processa (PCSA) affect her bonus eligibility?

The company states that Dr. Sian Bigora will still be eligible to receive any previously awarded bonus compensation. These bonuses will be paid, if earned, in accordance with their original terms, despite her move from full-time executive officer to part-time employee status.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/30/2026 - 05:11 PM EDT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 30, 2026

Commission file number 001-39531

PROCESSA PHARMACEUTICALS, INC.

(Exact name of Registrant as Specified in its Charter)

Delaware		45-1539785
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification Number)

601 21st Street, Suite 300, Vero Beach, FL 32960

(Address of Principal Executive Offices, Including Zip Code)

(772) 453-2899

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		PCSA		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 30, 2026, Processa Pharmaceuticals, Inc. (the “Company”) approved a transition in the employment status of Dr. Sian Bigora, the Company’s Chief Development and Regulatory Officer, as part of her planned transition toward retirement.

Effective May 1, 2026, Dr. Bigora will transition from a full-time executive officer role to a part-time employee position. In connection with this change, she will no longer be designated as an “executive officer” for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). She will, however, retain her title of Chief Development and Regulatory Officer and continue to provide services to the Company in a reduced capacity.

In connection with this transition, Dr. Bigora’s existing employment agreement with the Company will terminate and will be replaced by a new part-time employment arrangement effective May 1, 2026. Dr. Bigora will continue to be entitled to any equity awards previously granted to her, subject to the terms and conditions of the applicable equity plans and award agreements and will remain eligible to receive any previously awarded bonus compensation in accordance with its original terms.

Item 9.01. Financial Statements and Exhibits.

Exhibit Index

Exhibit No.		Exhibit Description

104		Cover Page Interactive Data File (the cover page Interactive Data File is embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized, on April 30, 2026.

	PROCESSA PHARMACEUTICALS, INC.
	Registrant

	By:	/s/ George Ng
		George Ng
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents